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Disclosure of Interest/ Changes in Interest of Substantial Shareholder(s)/ Unitholder(s)::Change in Percentage Level
of Interest of Substantial Shareholder ­ Tian Wan Holdings Group Limited
Issuer & Securities
Issuer/ Manager
QAF LIMITED
Securities
QAF LTD ­ SG1A49000759 ­ Q01
Stapled Security
No
Announcement Details
Announcement Title
Disclosure of Interest/ Changes in Interest of Substantial
Shareholder(s)/ Unitholder(s)
Date & Time of Broadcast
15­Jun­2017 17:23:26
Status
New
Announcement Sub Title
Change in Percentage Level of Interest of Substantial Shareholder ­
Tian Wan Holdings Group Limited
Announcement Reference
SG170615OTHR2IY4
Submitted By (Co./ Ind. Name)
Serene Yeo
Designation
Company Secretary
Description (Please provide a detailed
description of the event in the box below ­
Refer to the Online help for the format)
Please see attached Form 3.
Additional Details
Person(s) giving notice
Substantial Shareholder(s)/Unitholder(s) (Form 3)
Date of receipt of notice by Listed Issuer
15/06/2017
Attachments
eFORM3V2­Tian Wan Holdings.pdf
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_eFORM3V2­Tian Wan Holdings.pdf
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1/1
SECURITIES AND FUTURES ACT (CAP. 289)
SECURITIES AND FUTURES (DISCLOSURE OF INTERESTS)
REGULATIONS 2012
FORM
NOTIFICATION FORM FOR SUBSTANTIAL SHAREHOLDER(S)/
UNITHOLDER(S) IN RESPECT OF INTERESTS IN SECURITIES
(Electronic Format)
3
Explanatory Notes
1.
Please read the explanatory notes carefully before completing the notification form.
2. This form is for a Substantial Shareholder(s)/Unitholder(s) to give notice under section 135, 136, 137, 137J
(as applicable to sections 135, 136 and 137) or 137U (as applicable to sections 135, 136 and 137) of the
Securities and Futures Act (the "SFA").
3.
This electronic Form 3 and a separate Form C, containing the particulars and contact details of the
Substantial Shareholder(s)/Unitholder(s), must be completed by the Substantial Shareholder(s)/
Unitholder(s) or a person duly authorised by the Substantial Shareholder(s)/Unitholder(s) to do so. The
person so authorised should maintain records of information furnished to him by the Substantial
Shareholder(s)/Unitholder(s).
4.
This form and Form C, are to be completed electronically and sent to the Listed Issuer via an electronic
medium such as an e-mail attachment. The Listed Issuer will attach both forms to the prescribed SGXNet
announcement template for dissemination as required under section 137G(1), 137R(1) or 137ZC(1) of the
SFA, as the case may be. While Form C will be attached to the announcement template, it will not be
disseminated to the public and is made available only to the Monetary Authority of Singapore (the
"Authority").
5.
Where a transaction results in similar notifiable obligations on the part of more than one Substantial
Shareholder/Unitholder, all of these Substantial Shareholders/Unitholders may give notice using the same
notification form.
6.
A single form may be used by a Substantial Shareholder/Unitholder for more than one transaction resulting
in notifiable obligations which occur within the same notifiable period (i.e. within two business days of
becoming aware of the earliest transaction). There must be no netting-off of two or more notifiable
transactions even if they occur within the same day.
7.
All applicable parts of the notification form must be completed. If there is insufficient space for your
answers, please include attachment(s) by clicking the paper clip icon on the bottom left-hand corner or in
item 11 of Part II or item 10 of Part III. The total file size for all attachment(s) should not exceed 1MB.
8.
Except for item 5 of Part II and item 1 of Part IV, please select only one option from the relevant check
boxes.
9.
Please note that submission of any false or misleading information is an offence under Part VII of the SFA.
10. In this form, the term "Listed Issuer" refers to (a)
a company incorporated in Singapore any or all of the shares in which are listed for quotation on the
official list of a securities exchange;
(b)
a corporation (not being a company incorporated in Singapore, or a collective investment scheme
constituted as a corporation) any or all of the shares in which are listed for quotation on the official list
of a securities exchange,such listing being a primary listing;
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(c)
a registered business trust (as defined in the Business Trusts Act (Cap. 31A)) any or all of the units
in which are listed for quotation on the official list of a securities exchange;
(d)
a recognised business trust any or all of the units in which are listed for quotation on the official list
of a securities exchange, such listing being a primary listing; or
(e)
a collective investment scheme that is a trust, that invests primarily in real estate and real estaterelated assets specified by the Authority in the Code on Collective Investment Schemes, and any or
all the units in which are listed for quotation on the official list of a securities exchange, such listing
being a primary listing ("Real Estate Investment Trust").
11. For further instructions and guidance on how to complete this notification form, please refer to section 7 of
the User Guide on Electronic Notification Forms which can be accessed at the Authority's Internet website
at http://www.mas.gov.sg (under "Regulations and Financial Stability", "Regulations, Guidance and
Licensing", "Securities, Futures and Fund Management", "Forms", "Disclosure of Interests").
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Part I - General
1.
Name of Listed Issuer:
QAF Limited
2.
Type of Listed Issuer:
✔
Company/Corporation
Registered/Recognised Business Trust
Real Estate Investment Trust
3.
Is more than one Substantial Shareholder/Unitholder giving notice in this form?
✔
No
(Please proceed to complete Part II)
Yes (Please proceed to complete Parts III & IV)
4.
Date of notification to Listed Issuer:
15-Jun-2017
FORM 3/[ Version 2.0 ]/Effective Date [ 21 March 2014 ]
Page 3 of 7
Part II - Substantial Shareholder/Unitholder and Transaction(s) Details
[To be used for single Substantial Shareholder/Unitholder to give notice]
1.
Name of Substantial Shareholder/Unitholder:
Tian Wan Holdings Group Limited
2.
Is Substantial Shareholder/Unitholder a fund manager or a person whose interest in the
securities of the Listed Issuer are held solely through fund manager(s)?
Yes
✔
No
Transaction A
1.
Notification in respect of:
Becoming a Substantial Shareholder/Unitholder
✔
Change in the percentage level of interest while still remaining a Substantial Shareholder/Unitholder
Ceasing to be a Substantial Shareholder/Unitholder
2.
Date of acquisition of or change in interest:
14-Jun-2017
3.
Date on which Substantial Shareholder/Unitholder became aware of the acquisition of, or the
change in, interest
(if different from item 2 above, please specify the date):
14-Jun-2017
4.
Explanation (if the date of becoming aware is different from the date of acquisition of, or the
change in, interest):
5.
Type of securities which are the subject of the transaction (more than one option may be
chosen):
✔
Voting shares/units
Rights/Options/Warrants over voting shares/units
Convertible debentures over voting shares/units (conversion price known)
Others (please specify):
6.
Number of shares, units, rights, options, warrants and/or principal amount of convertible
debentures acquired or disposed of by Substantial Shareholder/Unitholder:
N.A. Please see paragraph 8 below.
FORM 3/[ Version 2.0 ]/Effective Date [ 21 March 2014 ]
Page 4 of 7
7.
Amount of consideration paid or received by Substantial Shareholder/Unitholder (excluding
brokerage and stamp duties):
N.A.
8.
Circumstance giving rise to the interest or change in interest:
Acquisition of:
Securities via market transaction
Securities via off-market transaction (e.g. married deals)
Securities via physical settlement of derivatives or other securities
Securities pursuant to rights issue
Securities via a placement
Securities following conversion/exercise of rights, options, warrants or other convertibles
Disposal of:
Securities via market transaction
Securities via off-market transaction (e.g. married deals)
Other circumstances:
Acceptance of take-over offer for the Listed Issuer
Corporate action by the Listed Issuer which Substantial Shareholder/Unitholder did not
participate in (please specify):
✔
Others (please specify):
Decrease in percentage level resulting from change in the total number of issued shares in the capital of the
Listed Issuer in connection with the issue of new shares under the QAF Limited Scrip Dividend Scheme
("Scheme").
FORM 3/[ Version 2.0 ]/Effective Date [ 21 March 2014 ]
Page 5 of 7
9.
Quantum of total voting shares/units (including voting shares/units underlying rights/options/
warrants/convertible debentures {conversion price known}) held by Substantial Shareholder/
Unitholder before and after the transaction:
Immediately before the transaction
No. of voting shares/units held and/or
underlying the rights/options/warrants/
convertible debentures:
As a percentage of total no. of voting
shares/units:
Immediately after the transaction
No. of voting shares/units held and/or
underlying the rights/options/warrants/
convertible debentures:
As a percentage of total no. of voting
shares/units:
10.
Direct Interest
Deemed Interest
Total
40,181,975
78,090,809
118,272,784
7.15
13.9
21.05
Direct Interest
Deemed Interest
Total
40,181,975
78,090,809
118,272,784
7.11
13.81
20.92
Circumstances giving rise to deemed interests (if the interest is such):
[You may attach a chart in item 11 to illustrate how the Substantial Shareholder/Unitholder's deemed
interest arises]
Tian Wan Holdings Group Limited is deemed to have an interest in the voting shares of the Listed Issuer in
which Tian Wan Capital Limited and J&H International Limited have an interest, aggregating 118,272,784
shares.
11.
Attachments (if any):
(The total file size for all attachment(s) should not exceed 1MB.)
12.
13.
If this is a replacement of an earlier notification, please provide:
(a)
SGXNet announcement reference of the first notification which was announced on
SGXNet (the "Initial Announcement"):
(b)
Date of the Initial Announcement:
(c)
15-digit transaction reference number of the relevant transaction in the Form 3
which was attached in the Initial Announcement:
Remarks (if any):
Percentage immediately before the issue of shares pursuant to the Scheme is calculated based on
561,854,968 ordinary shares of the Company as at 13 June 2017 and percentage immediately after the issue
of shares pursuant to the Scheme is calculated based on 565,333,054 ordinary shares of the Company as at 14
June 2017.
FORM 3/[ Version 2.0 ]/Effective Date [ 21 March 2014 ]
Page 6 of 7
Transaction Reference Number (auto-generated):
6 2 8 9 5 9 2 4 8 9 1 9 3 9 5
Item 14 is to be completed by an individual submitting this notification form on behalf of the Substantial
Shareholder/Unitholder.
14.
Particulars of Individual submitting this notification form to the Listed Issuer:
(a)
Name of Individual:
Andree Halim
(b)
Designation (if applicable):
Director
(c)
Name of entity (if applicable):
FORM 3/[ Version 2.0 ]/Effective Date [ 21 March 2014 ]
Page 7 of 7